Sanditon Investment Trust Plc - Final Results

SANDITON INVESTMENT TRUST PLC

Annual Results for the year ended to 30 June 2018

Financial Highlights

	As at 30 June 2018	As at 30 June 2017
Total shareholders’ funds (£000)	£45,981	£50,242
NAV per ordinary share (cum income)	91.96p	100.48p
Share price	82.00p	97.40p
Discount to net asset value per share	-10.8%	-3.1%
Dividends per ordinary share	0.50p	0.90p
Ongoing charges	1.29%	1.21%

Performance Highlights

Total Return Performance	Year ended 30 June 2018	Year ended 30 June 2017
NAV per ordinary share (including dividend)	-7.6%	-3.6%
Share price	-15.8%	-8.5%
Hurdle rate (RPIX + 2%)	+5.4%	+5.8%
FTSE All-Share Index (Total Return)	+9.0%	+18.1%
RPIX	+3.4%	+3.8%

Commenting on the results, the Chairman, Rupert Barclay said:

Performance

This has not been a successful financial year for your Company. Most of the damage was done in the first half of the financial year when your Company lost 7% and whilst it looked like we were recovering some lost ground up until April as the market succumbed to profit taking, the sharp equity rally throughout the second quarter of 2018 brought that recovery to a halt. Your Company’s net asset value (NAV) lost a further 0.55% in the last six months to finish the year down 8.5%, (7.6% including the dividend of 0.9p paid in December 2017). Your Company’s share price fared slightly worse closing the financial year at 82p, to leave the shares trading at a 10.8% discount to NAV. Although performance has been disappointing, the Company does continue to meet its objective of being an asset diversifier, with a correlation of less than 0.1x to the FTSE All-Share Index since launch.

The investment manager’s bearishness has, for some time, been reflected in a portfolio with low or negative net market exposure and with a portfolio biased towards defensive over cyclical assets and value over growth stocks. The manager has finished the period with the most extreme net short position your Company has run with. If the manager is right that tightening monetary conditions in the US and slowing Chinese growth will put pressure on the earnings backdrop for corporates, we hope that his patience is rewarded with improved returns.

The portfolio’s bias to value companies has ensured there is surplus income to distribute despite the portfolio running with a net short position for the majority of the year. The Board is pleased to recommend a dividend of 0.50p per share to be paid to shareholders on the register at the ex-dividend date of November 22nd.

Stake in Sanditon Asset Management

At the end of June 2018 Sanditon Asset Management (SAM) had assets under management (AUM) of £579 million, a decrease of just under 1% since the end of 2017, but 1% higher than the end of March 2018 (SAM’s financial year end). I highlighted last time that the Board would review the valuation methodology we use to value your Company’s stake in SAM knowing that SAM’s profits for the year to March 2019 were going to be affected by increased MiFID II costs.

In the event, we have decided to stick with our valuation formula of a simple average of 1% of AUM and 5x after tax profits, as we deem it to be a fairly conservative valuation approach. This resulted in a diminution in value of nearly 6% in the carrying value of SIT’s 20% stake in SAM to £1.46m (giving an overall value for SAM of £7.31m) and impacted SIT’s NAV by a modest 0.1% after offsetting the annual dividend received from SAM of £40,000.

On current forecasts, as a result of lower average AUM and increased MiFID II costs, the next valuation is likely to lead to a further diminution in value, unless SAM’s AUM picks up either because of market performance or an improvement in investor flows. SAM’s cash position at its financial year end (31 March 2018) of £4.55m gives solid backing to the valuation in SIT’s books.

Charges and fees

Our total ongoing charges at 30 June 2018 were 1.3% per annum. No performance fees have been paid or accrued.

Share buy back

The Board, having considered the merits of instituting a share buy back, continue to believe that it would not be in the interests of all shareholders. Therefore we will not be seeking permission to buy back shares at the AGM. Shareholders are reminded that your Company has a continuation vote in December 2020.

Outlook

Your portfolio has proved itself to be inversely correlated with the UK equity market in the last 18 months and given its current bearish positioning, it should continue to be. Increasing trade tensions, a strong US dollar pressuring emerging markets and a slowing Chinese economy which has helped push the Chinese market into bear market territory, let alone the uncertainties surrounding Brexit, certainly give grounds for caution.

Principal risks associated with the Company (also see note 18 on pages 38 to 44 of the Annual Report).

Investment and strategy risk

The Board regularly reviews the investment mandate and long-term investment strategy in relation to the market and economic conditions. The Board also regularly monitors the Company’s investment performance against the objective to deliver at least 2% return above inflation, and monitors its compliance with the investment guidelines.

Accounting, legal and regulatory risk

In order to qualify as an investment trust, the Company must comply with the provisions contained in Section 1158 of the Corporation Taxes Act 2010. A breach of Section 1158 in an accounting period could lead to the Company being subject to corporation tax on gains realised in that accounting period. Section 1158 qualification criteria are monitored by the Investment Manager and any adverse results reported to the Board at its regular meetings. The Company must also comply with the Companies Act and the UKLA Listing Rules. The Board relies on the services of the administrator, Northern Trust Global Services PLC and its professional advisers to ensure compliance with the Companies Act and the UKLA Listing Rules.

Loss of investment team or Investment Manager (SAM)

A sudden departure of the lead Investment manager or several members of the investment management team or a change in Investment Manager could result in a deterioration in investment performance. The Investment Manager reports to the Board on developments at SAM including succession and business continuity plans.

Discount

A disproportionate widening of the discount relative to the Company’s peers could result in loss of value for shareholders.

The Board undertakes a regular review of the level of premium/discount and consideration is given to ways in which share price performance may be enhanced, including the effectiveness of marketing.

Operational risk

Like most other investment trust companies, the Company has no employees and therefore relies upon the services provided by third parties and is dependent on the control systems of the Investment Manager, the Custodian, the Administrator and the Company’s other service providers. The security, for example, of the Company’s assets, dealing procedures, accounting records and maintenance of regulatory and legal requirements, depend on the effective operation of these systems. The Custodian and the Administrator produce reports on their internal controls which are reviewed by their auditors and give assurance regarding the effective operation of controls. These reports are reviewed by the Board. Details of material contracts entered into by the Company can be found on pages 15 and 16 of the Annual Report.

Financial risk

The financial risks faced by the Company are disclosed in note 18 on pages 38 to 44 of the Annual Report.

The Board considers these risks to have remained unchanged throughout the year under review.

Statement under the Disclosure & Transparency Rules 4.1.12

The Directors each confirm to the best of their knowledge that:

a) the financial statements, prepared in accordance with applicable accounting standards, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company; and

b) the Strategic Report contained in the Annual Report includes a fair review of the development and performance of the business and the position of the Company, together with a description of the principal risks and uncertainties that it faces.

The 2016 UK Corporate Governance Code also requires Directors to ensure that the Annual Report and financial statements are fair, balanced and understandable. In order to reach a conclusion on this matter, the Board has requested that the Audit Committee advise on whether it considers that the Annual Report and financial statements fulfil these requirements. The process by which the Committee has reached these conclusions are set out in the Audit Committee’s report on pages 19 and 20 of the Annual Report. As a result, the Board has concluded that the Annual Report and financial statements for the year ended 30 June 2018, taken as a whole, are fair, balanced and understandable, and provide the information necessary for shareholders to assess the Company’s performance, business model and strategy.

For and on behalf of the Board
Rupert Barclay
Chairman

21 September 2018

Portfolio as at 30 June 2018

Country Breakdown (% of NAV)*	Long	Short	Net	Gross
France	0.0	-2.7	-2.7	2.7
Germany	0.0	-2.9	-2.9	2.9
Italy	0.0	-4.6	-4.6	4.6
Netherlands	5.5	0.0	5.5	5.5
United Kingdom	31.8	-55.4	-23.6	87.2
Total	______ 37.3 ======	______ -65.6 ======	______ -28.3 ======	______ 102.9 ======

   

Business Cycle Groupings (% of NAV)*	Long	Short	Net	Gross
Commodity Cyclical	1.1	0.0	1.1	1.1
Consumer Cyclical	6.2	-2.9	3.3	9.1
Industrial Cyclical	1.5	-13.1	-11.6	14.6
Growth	0.0	-23.6	-23.6	23.6
Financial	6.1	0.0	6.1	6.1
Growth Defensive	9.9	-6.1	3.8	16.0
Value Defensive	12.5	0.0	12.5	12.5
FTSE 100 Future	0.0	-19.9	-19.9	19.9
Total	______ 37.3 ======	______ -65.6 ======	______ -28.3 ======	______ 102.9 ======

   

Long Positions (% of NAV)**	%
TM Sanditon UK Select Fund	10.1
RELX	5.4
ITV	5.1
Babcock International	4.4
Diageo	4.4
Vodafone	3.7
Sanditon Asset Management	3.2
Aviva	2.7
HSBC	2.6
J Sainsbury	1.7
Melrose Industries	1.5
Capita	1.4
BT	1.2
Greene King	1.1
Ophir Energy	1.0
Man Group	0.8
Total	________ 50.3*** ========

   

Total number of positions (long and short)**

33

* Excluding holdings in Sanditon Asset Management and TM Sanditon UK Select Fund

** Including holdings in Sanditon Asset Management and TM Sanditon UK Select Fund

*** The long positions are presented based on the notional value of CFD holdings and the actual value of equity holdings

Income Statement
for the year ended 30 June 2018

		Year ended 30 June 2018	Year ended 30 June 2018	Year ended 30 June 2018	Year ended 30 June 2017	Year ended 30 June 2017	Year ended 30 June 2017
		Revenue	Capital	Total	Revenue	Capital	Total
	Notes	£000	£000	£000	£000	£000	£000
Losses on investments held at fair value through profit or loss		–	(3,895)	(3,895)	–	(2,116)	(2,116)
Income	2	682	–	682	874	–	874
Management fee	3	(88)	(263)	(351)	(96)	(291)	(387)
Other expenses	4	(253)	–	(253)	(235)	–	(235)
Return on ordinary activities before taxation		341	(4,158)	(3,817)	543	(2,407)	(1,864)
Taxation on ordinary activities		(24)	30	6	(45)	40	(5)
Return for the year		______ 317 ======	______ (4,128) ======	______ (3,811) ======	______ 498 ======	______ (2,367) ======	______ (1,869) ======
Return per Ordinary Share (pence):	8	0.63	(8.26)	(7.63)	0.99	(4.73)	(3.74)

The total column of this statement is the profit and loss account of the Company. All the revenue and capital items in the above statement derive from continuing operations.

The supplementary revenue and capital columns are both prepared under guidance from the Association of Investment Companies.

There is no other comprehensive income and therefore the return for the year is also the total comprehensive income for the year.

Statement of Financial Position
as at 30 June 2018

		30 June 2018	30 June 2017
	Notes	£000	£000
Fixed assets
Investments held at fair value through profit or loss		10,314	15,899
Current assets
Debtors		189	165
Amounts due in respect of contracts for difference		1,239	1,907
Collateral paid in respect of contracts for difference		10,006	9,633
UK Treasury Bills		21,122	18,988
Cash at bank		9,247	8,981
Total current assets		41,803	39,674
Current liabilities
Creditors		(2,102)	(114)
Amounts payable in respect of contracts for difference		(4,034)	(5,217)
Total current liabilities		(6,136)	(5,331)
Net current assets		35,667	34,343
Total assets less current liabilities		45,981	50,242
Net assets		45,981	50,242
Capital and reserves
Share capital	6	500	500
Share premium		48,872	48,872
Capital reserve		(3,823)	305
Revenue reserve		432	565
Total shareholders’ funds		______ 45,981 ======	______ 50,242 ======
Net asset value per share – Ordinary Share (pence)		91.96	100.48

Statement of Changes in Equity
for the year ended 30 June 2018

		Share Capital	Share Premium Account	Capital Reserve	Revenue Reserve	Total
For the year ended 30 June 2018	Notes	£000	£000	£000	£000	£000
Balance at 1 July 2017		500	48,872	305	565	50,242
Return for the year		–	–	(4,128)	317	(3,811)
Dividends paid	5	–	–	–	(450)	(450)
Balance at 30 June 2018		______ 500 ======	______ 48,872 ======	______ (3,823) ======	______ 432 ======	______ 45,981 ======

   

		Share Capital	Share Premium Account	Capital Reserve	Revenue Reserve	Total
For the year ended 30 June 2017		£000	£000	£000	£000	£000
Balance at 1 July 2016		500	48,872	2,672	617	52,661
Return for the year		–	–	(2,367)	498	(1,869)
Dividends paid		–	–	–	(550)	(550)
Balance at 30 June 2017		______ 500 ======	______ 48,872 ======	______ 305 ======	______ 565 ======	______ 50,242 ======

Cash Flow Statement
for the year ended 30 June 2018

	Year ended 30 June 2018	Year ended to 30 June 2017
	£000	£000
Return on ordinary activities before taxation*	(3,817)	(1,864)
Capital return before finance costs and taxation	4,158	2,407
Increase in debtors	(24)	(66)
Increase/(decrease) in other creditors	1,988	(33)
Investment management fee capitalised	(263)	(291)
Net movement in collateral pledged to broker	(373)	673
Losses on futures and CFDs realised during the period	(3,130)	(3,867)
Decrease in amounts due in respect of CFDs	668	559
(Decrease)/increase in amounts payable in respect of CFDs	(1,183)	1,509
Overseas tax recovered/(paid)	6	(5)
Net cash outflow from operating activities	______ (1,970) ======	______ (978) ======
Cashflow from investing activities
Purchases of investments	(1,734)	(5,941)
Sales of investments	6,554	4,048
Net cashflow provided by/(used in) investing activities	4,820	(1,893)
Net cash inflow/(outflow) before financing activities	______ 4,820 ======	______ (1,893) ======
Cashflow from financing activities
Equity dividends paid	(450)	(550)
Net cash outflow from financing activities	(450)	(550)
Increase/(decrease) in cash and cash equivalents	______ 2,400 ======	______ (3,421) ======
Cash and cash equivalents at the start of the year	27,969	31,390
Cash and cash equivalents at the end of the year	30,369	27,969
Comprised of:
UK Treasury Bills	21,122	18,988
Cash at bank	9,247	8,981
Cash and cash equivalents at the end of the year	______ 30,369 ======	______ 27,969 ======

*Cash inflow from dividends was £617,000 (2017: £772,000) and cash inflow from interest was £68,000 (2017: £60,000).

Notes to the Financial Statements
for the year ended 30 June 2018

1. ACCOUNTING POLICIES

A summary of the principal accounting policies is set out below:

(a) Basis of accounting

The financial statements have been prepared under the historical cost convention as modified to include the revaluation of investments and in accordance with applicable UK Accounting Standards and with the Statement of Recommended Practice “Financial Statements of Investment Trust Companies and Venture Capital Trusts” issued by the Association of Investment Companies (issued November 2014 and updated in February 2018).

The financial statements have been prepared in accordance with FRS 102 (“the Financial Reporting Standard applicable in the UK and Republic of Ireland” issued by the Financial Reporting Council).

They have also been prepared on the assumption that approval as an investment trust will continue to be granted. The Directors consider that the Company has adequate resources to enable it to continue in operational existence for the foreseeable future. Accordingly, the Directors believe that it is appropriate to adopt the going concern basis in preparing the Company’s financial statements.

2. INCOME

	Year ended 30 June 2018	Year ended 30 June 2017
	£000	£000
Income from investments
UK franked dividends	183	328
UK treasury bills interest	50	46
Income from contracts for difference	411	458
Other income	38	42
	_____ 682 =====	_____ 874 =====

3. INVESTMENT MANAGEMENT FEE

	Year ended 30 June 2018	Year ended 30 June 2017
	£000	£000
Basic fee:
25% charged to revenue	88	96
75% charged to capital	263	291
	____ 351 ====	____ 387 ====
Performance fee charged 100% to capital:
Performance fee accrual	–	–
	____ – ====	____ – ====

The Company’s investment manager is Sanditon Asset Management Limited (the “Manager”). The Manager shall be entitled to receive from the Company in respect of its services provided under the Management Agreement, a management fee accrued daily and payable monthly in arrears calculated at the rate of one-twelfth of 0.75 per cent per calendar month of the Company’s Net Asset Value. In accordance with the Directors’ policy on the allocation of expenses between income and capital, in each financial period 75 per cent of the management fee payable is expected to be charged to capital and the remaining 25 per cent to revenue.

The Manager is also entitled to a performance fee which equals 15 per cent of the amount by which the Reference Amount at the end of a Performance Period exceeds the higher of (a) the Hurdle (the “Hurdle” means the Initial Gross Proceeds adjusted for the total amount of any dividends paid or payable) increased by RPIX plus 2 per cent per annum, compounded annually (on a pro-rata basis where applicable) and (b) the High Watermark (the “High Watermark” means, as at the end of the relevant Performance Period, the highest of (i) the Reference Amount of the previous Performance Period, (ii) the Reference Amount of the most recent Performance Period in respect of which a performance fee was paid; and (iii) the Initial Gross Proceeds; and in each case adjusted for any repurchases by the Company of Ordinary Shares or any dividends paid or payable during the relevant Performance Period be multiplied by the time weighted average of the total number of Shares in issue during that Performance Period).

The first “Performance Period” is the period from 27 June 2014 (the date of Admission to the London Stock Exchange) to the end of the Company’s third accounting period and each subsequent Performance Period begins immediately after the previous Performance Period and ends at the end of the Company’s third accounting period thereafter; provided that where the Management Agreement is terminated the date of such termination shall be the end of the then current Performance Period.

The Company may invest in other funds operated by the Manager and where it does the management fee is credited back to the Company by the Manager and any gain on the funds is excluded from the performance fee calculation. At 30 June 2018 £35,000 (2017: £42,000) was included within Other Income (note 2).

4. OTHER EXPENSES

	Year ended 30 June 2018	Year ended 30 June 2017
	£000	£000
Secretarial services and fund administration fees	55	56
Other administration expenses	24	21
Registrar’s fees	14	11
Printing and postage	5	4
Custody fees	12	17
Subscription and listing fees	17	17
Auditor’s remuneration	22	22
Directors’ fees	94	77
Irrecoverable VAT	10	10
	____ 253 ====	____ 235 ====

5. DIVIDEND

The dividend relating to the year ended 30 June 2018 which is the basis on which the requirements of Section 1159 of the Corporation Tax Act 2010 are considered is detailed below:

	Year ended 30 June 2018	Year ended 30 June 2018	Year ended 30 June 2017	Year ended 30 June 2017
	Pence Per Ordinary Share	£000	Pence Per Ordinary Share	£000
Annual dividend – payable on 18 December 2017*	–	–	0.90p	450
Annual dividend – payable on 19 December 2018**	0.50p	250	–	–

*Not included as a liability in the year ended 30 June 2017 accounts.

**Not included as a liability in the year ended 30 June 2018 accounts.

The annual dividend will be paid on 19 December 2018 to members on the register at the close of business on 23 November 2018. The shares will be marked ex-dividend on 22 November 2018.

6. SHARE CAPITAL

	Year ended 30 June 2018	Year ended 30 June 2018	Year ended 30 June 2017	Year ended 30 June 2017
	Number of Shares	£000	Number of Shares	£000
Allotted, issued & fully paid:
Opening balance Ordinary Shares of £0.01	50,000,000	500	50,000,000	500
	__________ 50,000,000 ==========	____ 500 ====	__________ 50,000,000 ==========	____ 500 ====

7. FINANCIAL COMMITMENTS

At 30 June 2018 there were no commitments in respect of unpaid calls and underwritings (2017: none).

8. RETURN PER SHARE – BASIC

Total return per Ordinary Share is based on the return for the year after taxation of £(3,811,000) (year to 30 June 2017: £(1,869,000)).

These calculations are based on the 50,000,000 Ordinary Shares in issue during the year to 30 June 2018 (year to 30 June 2017: 50,000,000 Ordinary Shares).

The return per Ordinary Share can be further analysed between revenue and capital as below:

	Year ended 30 June 2018	Year ended 30 June 2018	Year ended 30 June 2017	Year ended 30 June 2017
	Pence per share	£000	Pence per share	£000
Net revenue return	0.63p	317	0.99p	498
Net capital return	(8.26)p	(4,128)	(4.73)p	(2,367)
Net total return	(7.63)p	(3,811)	(3.74)p	(1,869)

9.?RELATED PARTY TRANSACTIONS AND TRANSACTIONS WITH THE INVESTMENT MANAGER

Details of the investment management fee charged by Sanditon Asset Management Limited is set out in note 3. At 30 June 2018 £11,060 (2017: £11,549) of this fee remained outstanding after taking into account the £17,216 (2017: £19,002) to be credited to the Company from Sanditon Asset Management Limited in relation to the management fee on the Company’s investment in TM Sanditon UK Select Fund.

Fees paid to the Directors are disclosed in note 4 above. No fees were outstanding to be paid to the Directors at the year end.

The Company has an investment in TM Sanditon UK Select Fund of £4,646,565 at 30 June 2018 (£4,999,500 at 30 June 2017).

The Company has a 20% holding in the Investment Manager, Sanditon Asset Management Limited.

10.  FAIR VALUE MEASUREMENTS OF FINANCIAL ASSETS AND FINANCIAL LIABILITIES

The financial assets and liabilities are either carried in the balance sheet at their fair value, or the balance sheet amount is a reasonable approximation of fair value (due from brokers, dividends receivable, accrued income, due to brokers, accruals and cash and cash equivalents).

The valuation techniques used by the Company are explained in the accounting policies note 1 (b) on page 30 of the Annual Report.

The table below sets out fair value measurements using fair value hierarchy.

	Level 1	Level 2	Level 3	Total
Financial assets at fair value through profit or loss at 30 June 2018	£000	£000	£000	£000
Assets:
Equity investments	4,207	–	1,461	5,668
TM Sanditon UK Select Fund	–	4,646	–	4,646
Contracts for difference – fair value gains	–	1,239	–	1,239
Liabilities:
Contracts for difference – fair value losses	–	(4,034)	–	(4,034)
Total	______ 4,207 ======	______ 1,851 ======	______ 1,461 ======	______ 7,519 ======

   

	Level 1	Level 2	Level 3	Total
Financial assets at fair value through profit or loss at 30 June 2017	£000	£000	£000	£000
Assets:
Equity investments	9,351	–	1,549	10,900
TM Sanditon UK Select Fund	–	4,999	–	4,999
Contracts for difference – fair value gains	–	1,907	–	1,907
Liabilities:
Contracts for difference – fair value losses	–	(5,217)	–	(5,217)
Total	______ 9,351 ======	______ 1,689 ======	______ 1,549 ======	______ 12,589 ======

Categorisation within the hierarchy has been determined on the basis of the lowest level input that is significant to the fair value measurement of the relevant asset as follows:

Level 1 – valued using quoted prices in active markets for identical assets.

Level 2 – valued by reference to valuation techniques using observable inputs including quoted prices.

Level 3 – valued by reference to valuation techniques using inputs that are not based on observable market data.

Level 3 fair values are determined by the Directors using valuation methodologies in accordance with the IPEVC Guidelines and as detailed in note 1(b) of the Annual Report. Significant inputs include investment cost, the value of the most recent capital raising, the adjusted net asset value of funds and the Pricing Committee’s valuations. In accordance with IPEVC Guidelines, new investments are carried at cost, the price of the most recent investment being a good indication of fair value. Thereafter, fair value is the amount deemed to be the price that would be received upon sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. At 30 June 2018 and at 30 June 2017, the Company’s Level 3 investments relates to the investment in Sanditon Asset Management Limited. The Board have agreed the valuation methodology for the Company’s holding in SAM which it believes to be straightforward, conservative and fair. The Board has decided to use a simple average of 1% of SAM’s year end assets under management (“AUM”) and 5x after tax profits (adjusted to exclude any performance fees earned and any associated staff bonuses paid – SAM pay out a maximum of 50% of performance fees earned to staff). This resulted in the Directors approving a reduction in your Company’s holding in SAM from £1,549,000 to £1,461,151.

A reconciliation of fair value measurements in Level 3 is set out below.

Level 3 financial assets at fair value through profit or loss	As at 30 June 2018 Investments
	£000
Opening fair value	1,549
Decrease in fair value of investment in Sanditon Asset Management Limited	(88)
Closing fair value	______ 1,461 ======

   

Level 3 financial assets at fair value through profit or loss
	As at 30 June 2017 Investments
	£000
Opening fair value	1,353
Increase in fair value of investment in Sanditon Asset Management Limited	196
Closing fair value	______ 1,549 ======

11. PUBLICATION OF NON-STATUTORY ACCOUNTS

The financial information contained in this announcement does not constitute statutory accounts as defined in the Companies Act 2006. The 2018 annual report and financial statements will be filed with the Registrar of Companies shortly.

The report of the Auditor for the year ended 30 June 2018 contains no qualification or statement under section 498(2) or (3) of the Companies Act 2006. This announcement was approved by the Board of Directors on 21 September 2018.

12. ANNUAL RESULTS

Copies of the annual report will be sent to members shortly and will be available from Northern Trust Global Services PLC, 50 Bank Street, Canary Wharf, London E14 5NT.

13. ANNUAL GENERAL MEETING

The Annual General Meeting of the Company will be held at the offices of Northern Trust, 50 Bank Street, Canary Wharf, London E14 5NT on Thursday 6 December 2018, at 12:00 p.m.

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